Responsibilities of the Borrower. (a) Anything herein to the contrary notwithstanding, the Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, and (ii) pay or cause to be paid when due any sales taxes, excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfaction (not including, for the avoidance of doubt, any Excluded Taxes) and timely file all material tax returns required to be filed by it. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Servicer or any Originator thereunder. (b) Oncor hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Oncor shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor its reasonable out-of-pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.01).
Appears in 1 contract
Samples: Receivables Financing Agreement (Oncor Electric Delivery Co LLC)
Responsibilities of the Borrower. (a) Anything herein to the contrary notwithstanding, the Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned transferred hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, obligations and (ii) pay or cause to be paid when due any Taxes, including sales taxes, excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfaction (not including, for the avoidance of doubt, any Excluded Taxes) and timely file all material tax returns required to be filed by itsatisfaction. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Servicer or any Originator thereunder.
(b) Oncor Agiliti hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Oncor Agiliti shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor Agiliti conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor Agiliti its reasonable and documented out-of-pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.01).
Appears in 1 contract
Samples: Receivables Financing Agreement (Agiliti, Inc. \De)
Responsibilities of the Borrower. (a) i. Anything herein to the contrary notwithstanding, the Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned transferred hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, obligations and (ii) pay or cause to be paid when due any sales taxes, excise tax, personal property tax or similar including any sales taxes that are payable in connection with the Pool Receivables and their creation and satisfaction (not including, for the avoidance of doubt, any Excluded Taxes) and timely file all material tax returns required to be filed by itsatisfaction. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Servicer or any Originator thereunder.
(b) Oncor ii. Integra Sales hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Oncor Integra Sales shall conduct the data-processing functions (including but not limited to compiling and inputting data regarding the Receivables and Collections thereon and producing reports based on such data) of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor Integra Sales conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor Integra Sales its reasonable out-of-pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.01).
Appears in 1 contract
Samples: Receivables Financing Agreement (Integra Lifesciences Holdings Corp)
Responsibilities of the Borrower. (a) Anything herein to the contrary notwithstanding, the Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned transferred hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, and (ii) pay or cause to be paid when due any sales taxes, excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfaction and (not including, for the avoidance of doubt, any Excluded Taxesiii) and timely file all material such tax returns required to be filed by it. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Servicer or any Originator thereunder.
(b) Oncor Deluxe hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Oncor Deluxe shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor Deluxe conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor Deluxe its reasonable and documented out-of-pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.01).
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Responsibilities of the Borrower. (a) Anything herein to the contrary notwithstanding, the The Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned transferred hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, obligations and (ii) pay or cause to be paid when due any sales taxes, excise tax, personal property tax or similar including any sales taxes that are payable in connection with the Pool Receivables and their creation and satisfaction (not including, for the avoidance of doubt, any Excluded Taxes) and timely file all material tax returns required to be filed by itsatisfaction. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Servicer or any Originator thereunder.
(b) Oncor Zebra hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current then‑current Servicer so requests) as the data-processing data‑processing agent of the Servicer and, in such capacity, Oncor Zebra shall conduct the data-processing data‑processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor Zebra conducted such data-processing data‑processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor Zebra its reasonable out-of-pocket out‑of‑pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.014.01).
Appears in 1 contract
Samples: Receivables Financing Agreement (Zebra Technologies Corp)
Responsibilities of the Borrower. (a) Anything herein to the contrary notwithstanding, the Borrower shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been collaterally assigned transferred hereunder, and the exercise by the Administrative Agent, or any other Credit Party of their respective rights hereunder shall not relieve the Borrower from such obligations, and (ii) pay or cause to be paid when due any sales taxes, excise tax, personal property tax or similar including any sales taxes that are payable in connection with the Pool Receivables and their creation and satisfaction and (not including, for the avoidance of doubt, any Excluded Taxesiii) and timely file all material tax returns required to be filed by it. None of the Credit Parties shall have any obligation or liability with respect to any Collateral, nor shall any of them be obligated to perform any of the obligations of the Borrower, the Initial Servicer or any Originator thereunder.
(b) Oncor Initial Servicer hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Successor Servicer so requests) as the data-processing agent of the Successor Servicer and, in such capacity, Oncor Initial Servicer shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Oncor Initial Servicer conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Borrower shall pay to Oncor Initial Servicer its reasonable and documented out-of-pocket costs and expenses from the Borrower’s own funds (subject to the priority of payments set forth in Section 3.014.01).
Appears in 1 contract
Samples: Loan and Security Agreement (Exela Technologies, Inc.)